BUSINESS ACQUISITIONS

12 Months Ended

Mar. 28, 2015

BUSINESS ACQUISITIONS [Abstract]

BUSINESS ACQUISITIONS

NOTE 9 – BUSINESS ACQUISITIONS

The Company has engaged in a number of business acquisitions.  During fiscal year 2015, Transcat completed the following:

• On March 6, 2015, the Company acquired substantially all of the assets of Apex Metrology Solutions ("Apex"). Apex is a provider of accredited and commercial calibrations, specializing in providing 3D metrology services, through its ISO 17025 accredited lab located in Ft. Wayne, Indiana.

• On August 31, 2014, the Company, through Transcat Canada Inc., acquired Ulrich Metrology Inc. (“Ulrich”). Headquartered in Montreal, Quebec, Ulrich is a provider of accredited and commercial calibrations throughout Canada that specializes in providing custom metrology solutions for the aerospace and defense, industrial manufacturing and life science industries.

These transactions align with the Company's acquisition strategy of targeting service businesses that expand the Company's geographic reach and leverage its infrastructure while also increasing the depth and breadth of the Company's service capabilities.

The acquisitions were accounted for using the acquisition method of accounting.  Goodwill, calculated as the excess of the purchase price paid over the fair value of the underlying net assets of the businesses acquired, generally represents expected future economic benefits arising from the reputation of the acquired businesses, the assembled workforce, expected synergies and other assets acquired that could not be individually identified and separately recognized.  Other intangible assets, namely customer base and covenants not to compete, represent an allocation of a portion of the purchase price to identifiable intangible assets of the acquired businesses.  Intangible assets are being amortized for financial reporting purposes on an accelerated basis over the estimated useful life of up to 10 years.  Goodwill and the intangible assets relating to the Ulrich acquisition are not deductible for tax purposes. 

The total purchase price paid for the businesses acquired was approximately $7.3 million, net of cash acquired of $0.1 million.  The following is a summary of the purchase price allocation, in the aggregate, to the fair value, based on level three inputs, of assets and liabilities acquired:

	Goodwill	$	4,392
	Intangible Assets – Customer Base		2,179
	Intangible Assets – Covenants Not to Compete		114
	Deferred Tax Liability		(711	)
			5,974
	Plus:    Current Assets		872
	Non-Current Assets		669
	Less:    Current Liabilities		(236	)
Total Purchase Price		$	7,279

Acquisition costs of $0.2 million were recorded as incurred in fiscal year 2015 as an administrative expense in the Consolidated Statement of Income.

The results of the acquired businesses are included in Transcat's consolidated operating results as of the date the businesses were acquired.  The following unaudited pro forma information presents the Company's results of operations as if the acquisitions had occurred at the beginning of the respective fiscal year.  The pro forma results do not purport to represent what the Company's results of operations actually would have been if the transactions had occurred at the beginning of each period presented or what the Company's operating results will be in future periods.

	(Unaudited)
	For the Years Ended
	March 28, 2015		March 29, 2014
Total Revenue	$	125,594	$	122,013
Net Income		4,209		4,287
Basic Earnings Per Share		0.62		0.61
Diluted Earnings Per Share		0.60		0.58

Concurrent with the Apex acquisition, the Company entered into an incentive agreement with the former owner of the business. This agreement entitles the former owner to receive incentive payments, subject to continued employment with the Company, as defined in the agreement. The Company recorded no expense related to the incentive agreement in fiscal year 2015.